EXHIBIT 10.7
SECOND AMENDMENT TO
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ASSET PURCHASE AGREEMENT
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THIS SECOND AMENDMENT ("Amendment") is made and entered into this 24th day of
June, 1997 by and between MERIDIAN RADIO SITES, a general partnership
("Meridian") and AMERICAN TOWER SYSTEMS, INC., a Delaware corporation ("ATS"),
with reference to the following facts:
Meridian and ATS are parties to a certain Asset Purchase Agreement dated
February 5, 1997 as amended by a First Amendment thereto dated February 10, 1997
(collectively, the "Agreement"), relating to the sale by Meridian to ATS of
substantially all the assets of Meridian. The parties desire to amend the
Agreement in the manner set forth herein.
NOW, THEREFORE, for good and valuable consideration, the receipt and
sufficiency of which is acknowledged by each party hereto, the parties hereby
agree as follows:
1. Notwithstanding the provisions of Section 7.1 of the Agreement, the
"Termination Date" shall mean July 3, 1997, or such other date as the parties
may, from time to time, mutually agree.
2. Except to the extent set forth to the contrary in this Amendment, all
provisions of the Agreement remain in full force and effect. This Amendment may
be executed in any number of counterparts, each of which shall be deemed an
original, but such counterparts together constitute one and the same instrument.
This Amendment shall be effective upon delivery (i) to ATS's counsel, by
telecopier, of an executed counterpart signed by Meridian, and (ii) to
Meridian's counsel, of an executed counterpart signed by ATS.
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IN WITNESS WHEREOF, the parties have executed this Amendment effective as
of the day and year first above written.
"Meridian" "ATS"
MERIDIAN RADIO SITES AMERICAN TOWER SYSTEMS, INC.
By: By:
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XXXXXX XXXXXX, Xxxxx X. Xxxxxxxxxx,
General Partner Chief Operating Officer
By:
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X.X. XXXXXXXX, as Trustee
of the Xxxxxxxx Family
Trust dated May 24, 1989,
and as Trustee of the Xxx X.
Xxxxxxxx Testamentary Trust,
General Partners
By: Prime Communication Sites
of California, Inc.,
General Partner
By:
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Xxxxxxx Xxxxxxxx,
President
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